Shareholders at Independent News & Media (INM) have approved a capital restructuring that should pave the way for a resumption of dividends, after a stormy egm in the Alexander hotel in Dublin.
INM announced to the stock exchange, about two hours after the meeting closed on Monday afternoon, that two motions enabling a capital reduction and share deletion, related to the write-off of €1.1 billion of historic losses, had been carried in a poll.
The share restructuring, which if ratified by the High Court will provide a balance sheet fillip to INM, was overwhelmingly opposed by shareholders in the room but was inevitably carried with the support of major shareholders such as Denis O'Brien and Dermot Desmond.
The two resolutions were carried with investors holding 99.88 per cent of shares in favour.
Decision
The meeting was overshadowed, however, by INM’s controversial decision to seek to wind up its defined benefit pension scheme, and also by a boardroom row over a proposal to acquire Newstalk.
Chairman Leslie Buckley was lambasted by several angry shareholders over the pensions issue, which will see the decimation of the pensions of deferred scheme members . He refused to answer questions on the matter.
He also would not comment when a shareholder questioned him over Mr Buckley's dispute with chief executive Robert Pitt over a proposed bid to buy Newstalk, which is owned by Mr O'Brien's Communicorp. Mr Buckley is Mr O'Brien's longtime ally and his nominee to the INM board.
Mr Pitt is understood to have clashed with Mr Buckley over how much to offer for Newstalk, with the chief executive’s valuation far lower than the price being sought. INM has acknowledged there was an “issue” between the two men.
Mr Pitt sat next to Mr Buckley at the EGM but did not address the meeting. Despite the accepted tensions between the two men, they conversed quietly on occasion during the meeting.
‘Despicable’
Former Sunday Independent deputy business editor Martin Fitzpatrick addressed the meeting, describing the pensions move as "despicable".
Shareholder Giles Kerr asked what role the independent directors played in the Newstalk dispute, and reminded the board they had to act in the interests of all shareholders, and not any particular bloc.
Mr Buckley declined to answer all questions that did not, as he saw it, directly relate to the two restructuring resolutions, the need for which, he said, arose because INM had bought “greatly overvalued” assets in the past.
Seamus Dooley, the secretary of the Irish branch of the National Union of Journalists, told the board that it would be "terrible if INM overpaid" for assets now.
Mr Dooley told the chairman it was not necessary to “screw your workers” to restructure the company, and said trustees of the defined benefit scheme had been treated with “contempt”.
